ITC Holdings, Conjunction Receive FERC Approval and Close on Investment for Empire Connection

Oct 28, 2003

New York, N.Y., Novi, Mich., and Albany, N.Y., Oct. 28, 2003 -ITC Holdings Corp. has closed on its initial investment in Conjunction LLC to fund development of Conjunction's Empire Connection project, an important step toward strengthening the country's electrical transmission grid. Kohlberg Kravis Roberts & Co. (KKR) and Trimaran Capital Partners are the principal equity investors in ITC Holdings.

The investment follows approval from the Federal Energy Regulatory Committee (FERC). The next step in building the project is to file an Article VII petition with the New York Public Service Commission. Empire Connection will carry up to 2,300 megawatts of low-cost power from upstate New York, New England and Canada to the energy-hungry New York City metropolitan area and will result in better system reliability and greater efficiency in the flow of electricity.

The initial investment will help to fund project development and leverage ITC Holdings' experience, expertise and resources in the electric transmission industry. ITC Holdings is the parent of International Transmission Company, a leading stand-alone, independent transmission company based in Novi, Mich.

The approximate $700 million Empire Connection project is comprised of two circuits along railroad and highway rights-of-way some 130 miles from upstate New York to New York City. Empire Connectionmakes the power supply for downstate more secure and provides environmental benefits, including areduction in power plant emissions. The recent blackout in the Northeast and Midwest, affecting approximately 50 million electric customers in New York, Ohio, Michigan and Canada, is evidence such projects are critical and long overdue.

Conjunction estimates that Empire Connection will save New York City and Westchester County residents and businesses more than $600 million per year in electric costs starting in 2006, when the project comes online.

Conjunction LLC, based in Albany, New York, is dedicated to building transmission super-highways to bridge transmission bottlenecks with low-cost, clean and reliable power principally using direct current cable. Over the last 15 months, Conjunction has worked closely with the state government of New York and the New York power industry to finalize the construction plan for Empire Connection. For additional information, please visit www.conjunctionllc.com and www.empireconnection.com.

Contact:
International Transmission Company
Linda Blair
248.374.7118
lblair@itctransco.com

Franco Public Relations Group
Marc Harlow
313.567.5014
harlow@franco.com

Conjunction LLC
Steve Mitnick
518.465.5200
smitnick@conjunctionllc.com